1
EXHIBIT 4.1
COMMON STOCK PAR VALUE $.001
NUMBER SHARES
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[PFSWEB LOGO]
PFSweb, Inc.
THIS CERTIFICATE IS TRANSFERABLE IN
INCORPORATED UNDER THE LAWS THE CITIES OF NEW YORK, NEW YORK
OF THE STATE OF DELAWARE AND RIDGEFIELD PARK, NEW JERSEY
CUSIP 717098 10 7
SEE REVERSE FOR CERTAIN
DEFINITIONS AND RESTRICTIONS
ON TRANSFER
THIS CERTIFIES THAT
IS THE OWNER OF
FULLY PAID AND NON-ASSESSABLE SHARES OF THE COMMON STOCK, PAR VALUE $.001 PER SHARE, OF
PFSweb, Inc.
(herein called the "Corporation") transferable on the books of the Corporation by the holder hereof, in
person or by duly authorized attorney, upon surrender of this Certificate properly endorsed or
accompanied by a proper assignment. This Certificate and the shares represented hereby are issued under
and shall be held subject to all of the provisions of the Amended and Restated Certificate of
Incorporation and the Bylaws of the Corporation, and all amendments thereto, copies of which are on file
at the principal offices of the Corporation and the Transfer Agent, to all of which the holder of this
Certificate, by acceptance hereof, assents. This Certificate is not valid unless countersigned by the
Transfer Agent and registered by the Registrar of the Corporation.
IN WITNESS WHEREOF, the Corporation has caused the facsimile signatures of its duly authorized
officers and its facsimile seal to be hereunto affixed.
Dated:
/s/ COUNTERSIGNED AND REGISTERED:
CHASEMELLON SHAREHOLDER SERVICES, L.L.C.
President and Chief Executive Officer [SEAL] TRANSFER AGENT AND REGISTRAR
BY
/s/
Secretary AUTHORIZED SIGNATURE
2
PFSweb, Inc.
The Corporation will furnish to any stockholder, upon request and
without charge, a full statement of the powers, designations, preferences and
relative, participating, optional or other special rights of each class of stock
or series thereof which the Corporation is authorized to issue and the
qualifications, limitations or restrictions of such preferences and/or rights of
each such class of stock or series thereof. Any such request should be made to
the Secretary of the Corporation at its principal place of business or to the
Transfer Agent and Registrar. The following abbreviations, when used in the
inscription on the face of this certificate, shall be construed as though they
were written out in full according to applicable laws or regulations:
TEN COM - as tenants in common UNIF GIFT MIN ACT- Custodian
TEN ENT - as by the entireties ----------- -------------
JT TEN - as joint tenants with right of (Cust) (Minor)
survivorship and not as tenants under Uniform Gifts to Minors
in common Act
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(State)
Additional abbreviations may also be used though not in the above list.
For Value Received, __________________________________ hereby sell(s), assign(s)
and transfer(s) unto
PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE
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PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING POSTAL ZIP CODE, OF
ASSIGNEE
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Shares
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of the Common Stock represented by the within Certificate and do(es) hereby
irrevocably constitute and appoint
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Attorney
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to transfer the said stock on the books of the within-named Corporation with
full power of substitution in the premises.
Dated
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NOTICE:
THE SIGNATURE(S) TO THIS X
ASSIGNMENT MUST CORRESPOND ----------------------------------
WITH THE NAME(S) AS WRITTEN (SIGNATURE)
UPON THE FACE OF THE
CERTIFICATE IN EVERY
PARTICULAR WITHOUT ALTERATION X
OR ENLARGEMENT OR ANY CHANGE ----------------------------------
WHATEVER. (SIGNATURE)
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THE SIGNATURE(S) SHOULD BE GUARANTEED BY
AN ELIGIBLE GUARANTOR INSTITUTION (BANKS,
STOCKBROKERS, SAVINGS AND LOAN
ASSOCIATIONS AND CREDIT UNIONS WITH
MEMBERSHIP IN AN APPROVED SIGNATURE
GUARANTEE MEDALLION PROGRAM), PURSUANT TO
S.E.C. RULE 17Ad-15.
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SIGNATURE(S) GUARANTEED BY:
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